Private Placements and Hybrid Securities Offerings 2017

Gain an understanding of the changing regulatory framework and market for private offerings.

Designed for corporate and securities attorneys, compliance professionals, control room personnel, bankers and allied professionals who deal with private placements and other exempt and hybrid offerings. The faculty will address the changes to private and exempt offerings brought about by the JOBS Act, including matchmaking platforms, “accredited investor” crowdfunding, offerings using general solicitation, Rule 144A offerings, and the practical implications of these changes for issuers, broker-dealers and investment advisers. In addition, they will address the basics of private placements, sales of restricted securities, Rule 144 and Section 4(a)(1-1/2) transactions and block trades. The panelists will discuss the considerations that have led many companies to remain private longer and defer IPOs, while creating liquidity opportunities for holders through private secondary trading markets. Panelists will address the basics of traditional private placements, PIPE transactions, and Rule 144A transactions, as well as recent developments affecting each of these capital raising alternatives.

Partner Anna T. Pinedo will serve as chairperson for this event and will speak on the “Welcome and Introduction to Private Placements and Hybrid Financings” panel on day one of the conference. Topics will include:

• Types of exempt offerings;
• JOBS Act changes and changes in market environment; and
• Integration, communications and related concerns.

Ms. Pinedo will also speak on the “Welcome and Introduction to Conducting Hybrid Offerings” panel on day two. Topics will include:

• What do we mean by hybrid offerings?; and
• Why have hybrid offerings become such a significant financing tool?

Senior Of Counsel Marty Dunn will speak on the “Overview of 4(a)(2) and Regulation D” panel on day one. Topics will include:

• Section 4(a)(2) overview and conducting a 4(a)(2) offering;
• Basics of Regulation D;
• Changes to accredited investor definition; accredited investor study; and
• Bad actor disqualification and practical steps to address bad actor rules.